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Quotes & Info
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| MSM > SEC Filings for MSM > Form 8-K on 18-Jan-2013 | All Recent SEC Filings |
18-Jan-2013
Submission of Matters to a Vote of Security Holders
(a) and (b)
On January 17, 2013, MSC Industrial Direct Co., Inc. (the "Company") held its 2013 Annual Meeting of Shareholders (the "Annual Meeting"). A brief description of the matters voted upon at the Annual Meeting and the results of the voting on such matters is set forth below. On all matters (including the election of directors) submitted to a vote of the Company's shareholders, the Company's Class A common stock and Class B common stock vote together as a single class, with each holder of Class A common stock entitled to one vote per share of Class A common stock and each holder of Class B common stock entitled to ten votes per share of Class B common stock. Broker non-votes and abstentions are not considered votes cast at the Annual Meeting and are not counted for any purpose in determining whether a matter has been approved.
1. Election of directors to serve for one-year terms:
Votes Cast Votes Broker Percentage of
Nominee For Withheld Non-Votes Votes Cast For
Jonathan Byrnes 191,963,476 2,383,463 1,367,096 98.77%
Roger Fradin 191,698,452 2,648,487 1,367,096 98.64%
Erik Gershwind 193,324,872 1,022,067 1,367,096 99.47%
Louise Goeser 191,936,962 2,409,977 1,367,096 98.76%
Mitchell Jacobson 191,844,370 2,502,569 1,367,096 98.71%
Denis Kelly 192,693,636 1,653,303 1,367,096 99.15%
Philip Peller 192,692,629 1,654,310 1,367,096 99.15%
David Sandler 192,033,761 2,313,178 1,367,096 98.81%
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Each of the nominees was re-elected by the Company's shareholders to serve on the board of directors for a one-year term expiring at the Company's 2014 Annual Meeting of Shareholders, and until their respective successors have been elected, or until their earlier resignation or removal.
2. Ratification of the appointment of Ernst & Young LLP as the Company's independent registered public accounting firm for fiscal year 2013:
Percentage of
Votes Cast For Votes Cast Against Abstentions Votes Cast For
195,220,655 491,592 1,788 99.75%
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Proposal No. 2 was approved by the Company's shareholders.
3. Approval, on an advisory basis, of the compensation of the Company's named executive officers:
Percentage of Votes Cast For Votes Cast Against Abstentions Broker Non-Votes Votes Cast For 193,404,804 839,234 102,901 1,367,096 99.57%
Proposal No. 3, an advisory vote, was approved by the Company's shareholders.
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